Common use of Additional Payment Obligation Clause in Contracts

Additional Payment Obligation. Subject to the limitation in Section 2.04, in the event the Parent Group or the Chewy Group, as applicable, has a “separate return tax liability” under Treasury Regulations §§ 1.1502-12 and 1.1552-1(a)(1)(ii) that exceeds its portion of the consolidated income tax liability of the Parent Consolidated Group as determined pursuant to Section 2.02(b), then the Parent Group or the Chewy Group, as applicable, shall pay to the Chewy Group or the Parent Group, as applicable, the amount of such excess, in accordance with Treasury Regulation § 1.1502-32(b)(3)(iv)(D) and in a manner that is consistent with Section 2.06. This Section 2.02(c) is intended to result in compensation for the use of Tax Attributes attributable to the Parent Group or the Chewy Group, as the case may be, in the Taxable Period in which they are utilized.